Amendment to the rules of procedure of the board of directors
The proposal on the revision of the rules of procedure of the 18th board of directors (hereinafter referred to as the "amendment of the rules of procedure") was held on July 28, 2023. According to the company's development strategic plan, optimize the personnel structure of the board of directors, and increase the number of members of the board of directors from 7 to 9. Now, according to the relevant provisions of the articles of association, it is proposed to amend Article 15 of the rules of procedure of the board of directors, with the specific contents as follows:
Before and after revision
Chapter IV board of directors Chapter IV board of directors
Section 1 Composition and powers of the board of directors section 1 Composition and powers of the board of directors
Article 15 the board of directors is composed of seven directors. Article 15 the board of directors is composed of nine directors and has one chairman, including three independent directors. Cheng, with one chairman, including three independent directors. The board of directors shall establish a strategic decision-making committee and an audit committee. The board of directors shall establish a strategic decision-making committee, an audit committee, a nomination committee, a remuneration and assessment committee, a nomination committee, a remuneration and assessment committee and other special committees on the company's strategy, audit, board of directors and other special committees on the company's strategy, audit The selection and employment criteria of directors and senior managers, the selection and employment criteria, remuneration and assessment of directors and senior managers, and the preparation, remuneration and assessment of directors and senior managers, and the working rules of the special committee shall be formulated and disclosed. Formulate and disclose the working rules of the special committee. The members of each special committee of the board of directors shall not be less than three, all of which shall be composed of directors; Among them, there are three auditors, all of whom are composed of directors; Among them, the independent directors of the audit committee, nomination committee, remuneration and assessment committee, nomination committee and remuneration and assessment committee shall account for more than half and act as the convener, and the independent directors shall account for more than half and act as the convener. The audit committee shall be independent of accounting professionals, and the audit committee shall be independent of accounting professionals. The director acts as the convener.
In addition to the above amendments, other provisions of the rules of procedure of the board of directors remain unchanged and need to be submitted to the 2021 annual general meeting of shareholders for deliberation and approval.
Canny Elevator Co.Ltd(002367) board of directors March 30, 2022
